This Agreement sets forth the terms and conditions that govern
your use of the benefitchoicesinc.com and bcisite.com Web
Sites and related Internet media properties (the "Site") that
are provided by Benefit Choices, Inc. (BCI).
PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR
USING THE SITE. BY ACCESSING OR USING THE SITE, YOU AGREE TO
BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU
DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY
NOT ACCESS OR USE THE SITE AND SHOULD IMMEDIATELY CEASE SUCH
USE. BCI MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH
MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF
THE MODIFIED AGREEMENT ON THE SITE. YOU AGREE TO REVIEW THE
AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND
YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR
CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.
1. Copyright, Licenses and Idea Submissions.
Domestic and International copyright and trademark laws
protect the entire contents of the Site. The owners of the
intellectual property, copyrights and trademarks are BCI, its
affiliates or other third party licensors. YOU MAY NOT MODIFY,
COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR
DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING
TEXT, GRAPHICS, CODE AND/OR SOFTWARE.
You may print and download portions of material from the
different areas of the Site solely for your own non-commercial
use provided that you agree not to change or delete any
copyright or proprietary notices from the materials. You agree
to grant to BCI a non-exclusive, royalty-free, worldwide, sub
licensable, perpetual license, with the right to sub-license,
to reproduce, distribute, transmit, create derivative works
of, publicly display and publicly perform any materials and
other information (including, without limitation, ideas
contained therein for new or improved products and services)
you submit to any public areas of the Site (such as bulletin
boards, forums and newsgroups) or by e-mail to BCI by all
means and in any media now known or hereafter developed. You
also grant to BCI the right to use your name in connection
with the submitted materials and other information as well as
in connection with all advertising, marketing and promotional
material related thereto. You agree that you shall have no
recourse against BCI for any alleged or actual infringement or
misappropriation of any proprietary right in your
communications to BCI.
If you believe that content appearing on the Site
constitutes copyright infringement of another party's rights,
please email the webmaster.
2. Trademarks.
Any use of BCI’s trademarks is strictly prohibited without
the express permission from BCI. Other product and company
names mentioned in the Site may be the trademarks of their
respective owners.
3. Use of the Site.
You understand that, except for information, products or
services clearly identified as being supplied by BCI, BCI does
not operate, control or endorse any information, products or
services on the Internet in any way. Except for BCI identified
information, products or services, all information, products
and services offered through the Site or on the Internet
generally are offered by third parties that are not affiliated
with BCI. You also understand that BCI cannot and does not
guarantee or warrant that files available for downloading
through the Site will be free of infection or viruses, worms,
Trojan horses or other code that manifest contaminating or
destructive properties. You are responsible for implementing
sufficient procedures and checkpoints to satisfy your
particular requirements for accuracy of data input and output,
and for maintaining a means external to the Site for the
reconstruction of any lost data.
BCI offers a search feature within the Site. BCI explicitly
disclaims any responsibility for the content or availability
of information contained in our search index or directory. BCI
also disclaims any responsibility for the completeness or
accuracy of any directory or search result.
In connection with your use of the Site, you agree you will
not:
a) Transmit any message, information, data, text,
software or images, or other content ("Material") that is
unlawful, harmful, threatening, abusive, harassing,
tortuous, defamatory, vulgar, obscene, libelous, or
otherwise objectionable that may invade another's right of
privacy or publicity;
b) Impersonate any person or entity, including but not
limited to, an BCI official, forum leader, guide or host or
falsely state or otherwise misrepresent your affiliation
with a person or entity;
c) Post or transmit any Material that you do not have a
right to reproduce, display or transmit under any law or
under contractual or fiduciary relationships (such as
nondisclosure agreements);
d) Post or transmit any Material that contains a virus or
corrupted data;
e) Delete any author attributions, legal notices or
proprietary designations or labels that you upload to any
communication feature;
f) Use the Site’s communication features in a manner that
adversely affects the availability of its resources to other
users (e.g., excessive shouting, use of all caps, or
flooding continuous posting of repetitive text);
g) Post or transmit any unsolicited advertising,
promotional materials, "junk mail", "spam," "chain letters,"
"pyramid schemes" or any other form of solicitation or any
non-resume information such as opinions or notices,
commercial or otherwise;
h) Violate any applicable local, state, national or
international law;
i) Upload or transmit any Material that infringes any
patent, trademark, trade secret, copyright or other
proprietary rights of any party;
j) Delete or revise any Material posted by any other
person or entity;
k) Manipulate or otherwise display the Site by using
framing or similar navigational technology, or
l) Register, subscribe, attempt to register, attempt to
subscribe, unsubscribe, or attempt to unsubscribe, any party
for any BCI product or service if you are not expressly
authorized by such party to do so.
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF
THE SITE AND THE INTERNET. BCI PROVIDES THE SITE AND RELATED
INFORMATION "AS IS" AND DOES NOT MAKE ANY EXPRESS OR IMPLIED
WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER
(INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR
NONINFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE
SERVICE, ANY MERCHANDISE INFORMATION OR SERVICE PROVIDED
THROUGH THE SERVICE OR ON THE INTERNET GENERALLY, AND BCI
SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER
DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. IT IS SOLELY
YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND
USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND
OTHER INFORMATION PROVIDED THROUGH THE SERVICE OR ON THE
INTERNET GENERALLY. YOU UNDERSTAND FURTHER THAT THE INTERNET
CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY
EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOU ACCESS SUCH MATERIALS
AT YOUR RISK. BCI HAS NO CONTROL OVER AND ACCEPTS NO
RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.
LIMITATION OF LIABILITY
IN NO EVENT WILL BCI BE LIABLE FOR (I) ANY INCIDENTAL,
CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED
TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS
OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE
USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR
TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED FROM THE
SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF
BCI OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM
ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN
THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH
THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH
STATES, BCI'S LIABILITY IS LIMITED TO THE GREATEST EXTENT
PERMITTED BY LAW.
4. Equipment.
You shall be responsible for obtaining and maintaining all
telephone, computer hardware and other equipment needed for
access to and use of the Site and all charges related thereto.
5. Indemnification and Reservation of Rights.
You agree to indemnify, defend and hold harmless BCI, its
officers, directors, employees, agents, licensors, suppliers
and any third party information providers to the Site from and
against all losses, expenses, damages and costs, including
attorneys' fees, resulting from any violation of this
Agreement (including negligent or wrongful conduct) by you or
your use and access of the Site.
BCI reserves the right to release current or past member or
Web site user information if BCI believes that a member’s
account is being used to commit unlawful acts, if the
information is subpoenaed and/or if BCI deems it necessary
and/or appropriate.
6. Third Party Rights.
The provisions of paragraphs 3 (Use of the Site), and 5
(Indemnification) are for the benefit of BCI and its officers,
directors, employees, agents, licensors, suppliers, and any
third party information providers to the Site. Each of these
individuals or entities shall have the right to assert and
enforce those provisions directly against you on its own
behalf.
7.Term; Termination.
Either party without notice may terminate this Agreement at
any time for any reason. The provisions of paragraphs 1
(Copyright, Licenses and Idea Submissions), 3 (Use of the
Site), 5 (Indemnification), 6 (Third Party Rights) and 11
(Miscellaneous) shall survive any termination of this
Agreement.
8. Special Admonitions for International Use.
Recognizing the global nature of the Internet, you agree to
comply with all local rules including, without limitation,
rules about the Internet, data, e-mail, or privacy.
Specifically, you agree to comply with all applicable laws
regarding the transmission of technical data exported from the
United States or the country in which you reside.
9. Dealings with Third Parties.
Your participation, correspondence or business dealings
with any third party found on or through the Site, regarding
the payment and delivery of related goods or services, and any
other terms, conditions, warranties or representations
associated with such dealings, are solely between you and such
third party. You agree that BCI shall not be responsible or
liable for any loss, damage or other matters of any sort
incurred as the result of any such dealings.
10. Links.
The Site may provide, or third parties may provide, links
to non-benefitchoicesinc.com and non-bcisite.com Internet
World Wide Web sites or resources. Because BCI has no control
over such sites and resources, you acknowledge and agree that
BCI is not responsible for the availability of such external
sites or resources, and does not endorse and is not
responsible or liable for any content, advertising, products,
or other materials on or available from such sites or
resources. You further acknowledge and agree that BCI shall
not be responsible or liable, directly or indirectly, for any
damage or loss caused or alleged to be caused by or in
connection with use of or reliance on any such content, goods
or services available on or through any such site or resource.
11. Miscellaneous.
This Agreement shall all be governed and construed in
accordance with the laws of the State of Maryland, United
States applicable to agreements made and to be performed in
the State of Maryland, United States. You agree that any legal
action or proceeding between BCI and you for any purpose
concerning this Agreement or the parties' obligations
hereunder shall be brought exclusively in a federal or state
court of competent jurisdiction sitting in the County of
Baltimore, State of Maryland, United States.
Any cause of action or claim you may have with respect to
the Site must be commenced within one (1) year after the claim
or cause of action arises or such claim or cause of action is
barred. BCI’s failure to insist upon or enforce strict
performance of any provision of this Agreement shall not be
construed as a waiver of any provision or right. Neither the
course of conduct between the parties nor trade practice shall
act to modify any provision of this Agreement. BCI may assign
its rights and duties under this Agreement to any party at any
time without notice to you.
Any rights not expressly granted herein are reserved.
Some of the information on this Web site may contain
projections or other forward-looking statements regarding
future events or the future financial performance of BCI. We
wish to caution you that these statements are only predictions
and that the actual events or results may differ materially.
The company files documents from time to time with the
Securities and Exchange Commission, specifically, our most
recent prospectus. These documents contain and identify
important factors that could cause the actual results to
differ materially from those contained in our projections or
forward-looking statements. They include, among others,
potential fluctuations in quarterly results, retention and
dependence on personnel; dependence on Internet advertising
and a limited number of advertisers, rapid technological and
market change, competition, risks associated with Internet
infrastructure, volatility of stock price, limited protection
of intellectual property, and future growth subject to risks.